Kodak 2011 Annual Report Download - page 123

STOCK OPTIONS AND SARS OUTSTANDING UNDER SHAREHOLDER AND NON-SHAREHOLDER APPROVED PLANS
As required by Item 201(d) of Regulation S-K, the Company's total options outstanding of 13,631,469, including total SARs outstanding of 21,082,
have been granted under equity compensation plans that have been approved by security holders and that have not been approved by security holders
as follows:
The 1997 Stock Option Plan, a plan formerly maintained by the Company for the purpose of attracting and retaining senior executive officers,
became effective on February 13, 1997, and expired on December 31, 2003. The Compensation Committee administered this plan and continues
to administer these plan awards that remain outstanding. The plan permitted awards to be granted in the form of stock options, shares of common
stock and restricted shares of common stock. The maximum number of shares that were available for grant under the plan was 3,380,000. The
plan required all stock option awards to be non-qualified, have an exercise price not less than 100% of fair market value of the Company’s stock
on the date of the option's grant and expire on the tenth anniversary of the date of grant. Awards issued in the form of shares of common stock or
restricted shares of common stock were subject to such terms, conditions and restrictions as the Compensation Committee deemed appropriate.
The Kodak Stock Option Plan, an "all employee stock option plan" which the Company formerly maintained, became effective on March 13, 1998,
and terminated on March 12, 2003. The plan was used in 1998 to grant an award of 100 non-qualified stock options or, in those countries where the
grant of stock options was not possible, 100 freestanding stock appreciation rights, to almost all full-time and part-time employees of the Company
and many of its domestic and foreign subsidiaries. In March of 2000, the Company made essentially an identical grant under the plan to generally the
same category of employees. The Compensation Committee administered this plan and continues to administer these plan awards that remain
outstanding. A total of 16,600,000 shares were available for grant under the plan. All awards granted under the plan generally contained the
following features: 1) a grant price equal to the fair market value of the Company's common stock on the date of grant; 2) a two-year vesting period;
and 3) a term of 10 years.
On December 31, 2011, the equity overhang, or the percentage of outstanding shares (plus shares that could be issued pursuant to plans represented by all
stock incentives granted and available for future grant under all plans) was 11.5%.
The remainder of the information required by Item 12 will be provided to this Form 10-K when finalized.
Plan Category
Number of Securities
to be issued Upon
Exercise of Outstanding
Options,
Warrants and Rights
Weighted-Average
Exercise Price of
Outstanding Options,
Warrants and Rights
Number of Securities Remaining
Available for Future Issuance Under
Equity Compensation Plans (Excluding
Securities Reflected in Column (a))
(a)
(b)
(c)
Equity compensation plans approved
by security holders (1)
13,624,887 $18.88 13,083,409
Equity compensation plans not
approved by security holders (2)
6,582
36.72
-
Total
13,631,469
$18.89
13,083,409
(1) The Company's equity compensation plans approved by security holders include the 2005 Omnibus Long-Term Compensation Plan, the
2000 Omnibus Long
-
Term Compensation Plan, and the Eastman Kodak Company 1995 Omnibus Long
-
Term Compensation Plan.
(2)
The Company's equity compensation plans not approved by security holders include the Eastman Kodak Company 1997 Stock Option Plan and the
Kodak Stock Option Plan.
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